. Supplemental Guarantor Information

Our 100%-owned subsidiary, Toll Brothers Finance Corp. (the “Subsidiary Issuer”), has issued the following Senior Notes (amounts in thousands):



	Original amount issued and amount outstanding at October 31, 2015
8.91% Senior Notes due 2017	$	400,000
4.0% Senior Notes due 2018	$	350,000
6.75% Senior Notes due 2019	$	250,000
5.875% Senior Notes due 2022	$	419,876
4.375% Senior Notes due 2023	$	400,000
5.625% Senior Notes due 2024	$	250,000
4.875% Senior Notes due 2025	$	350,000
0.50% Exchangeable Senior Notes due 2032	$	287,500

The obligations of the Subsidiary Issuer to pay principal, premiums, if any, and interest are guaranteed jointly and severally on a senior basis by us and substantially all of our 100%-owned home building subsidiaries (the “Guarantor Subsidiaries”). The guarantees are full and unconditional. Our non-home building subsidiaries and several of our home building subsidiaries (together, the “Nonguarantor Subsidiaries”) do not guarantee the debt. The Subsidiary Issuer generates no operating revenues and does not have any independent operations other than the financing of our other subsidiaries by lending the proceeds from the above-described debt issuances. The indentures under which the Senior Notes were issued provide that any of our subsidiaries that provide a guarantee of the Credit Facility will guarantee the Senior Notes. The indentures further provide that any Guarantor Subsidiary may be released from its guarantee, so long as (1) no default or event of default exists or would result from release of such guarantee, (2) the Guarantor Subsidiary being released has consolidated net worth of less than 5% of our consolidated net worth as of the end of our most recent fiscal quarter, (3) the Guarantor Subsidiaries released from their guarantees in any fiscal year comprise in the aggregate less than 10% (or 15% if and to the extent necessary to permit the cure of a default) of our consolidated net worth as of the end of our most recent fiscal quarter, (4) such release would not have a material adverse effect on our and our subsidiaries home building business, and (5) the Guarantor Subsidiary is released from its guarantee under the Credit Facility. If there are no guarantors under the Credit Facility, all Guarantor Subsidiaries under the indentures will be released from their guarantees.

Separate financial statements and other disclosures concerning the Guarantor Subsidiaries are not presented because management has determined that such disclosures would not be material to investors.

Supplemental consolidating financial information of Toll Brothers, Inc., the Subsidiary Issuer, the Guarantor Subsidiaries, the Nonguarantor Subsidiaries, and the eliminations to arrive at Toll Brothers, Inc. on a consolidated basis is presented below ($ amounts in thousands).

Consolidating Balance Sheet at October 31, 2015



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries		Nonguarantor Subsidiaries	Eliminations		Consolidated
ASSETS
Cash and cash equivalents	—		—		783,599		135,394	—		918,993
Marketable securities							10,001			10,001
Restricted cash	15,227				499		1,069			16,795
Inventory					6,530,698		466,818			6,997,516
Property, construction, and office equipment, net					121,178		15,577			136,755
Receivables, prepaid expenses, and other assets	52				149,268		178,680	(43,870	)	284,130
Mortgage loans held for sale							123,175			123,175
Customer deposits held in escrow					51,767		4,338			56,105
Investments in unconsolidated entities					115,999		296,861			412,860
Investments in foreclosed real estate and distressed loans							51,730			51,730
Investments in and advances to consolidated entities	4,067,722		2,726,428		4,740			(6,798,890	)	—
Deferred tax assets, net of valuation allowances	198,455									198,455
	4,281,456		2,726,428		7,757,748		1,283,643	(6,842,760	)	9,206,515
LIABILITIES AND EQUITY
Liabilities
Loans payable					1,000,439					1,000,439
Senior notes			2,669,860					19,941		2,689,801
Mortgage company loan facility							100,000			100,000
Customer deposits					271,124		13,185			284,309
Accounts payable					236,436		517			236,953
Accrued expenses			25,699		361,089		266,411	(45,133	)	608,066
Advances from consolidated entities					1,932,075		850,374	(2,782,449	)	—
Income taxes payable	58,868									58,868
Total liabilities	58,868		2,695,559		3,801,163		1,230,487	(2,807,641	)	4,978,436
Equity
Stockholders’ equity
Common stock	1,779				48		3,006	(3,054	)	1,779
Additional paid-in capital	728,125		49,400				1,734	(51,134	)	728,125
Retained earnings	3,595,202		(18,531	)	3,956,568		42,894	(3,980,931	)	3,595,202
Treasury stock, at cost	(100,040	)								(100,040	)
Accumulated other comprehensive loss	(2,478	)			(31	)				(2,509	)
Total stockholders’ equity	4,222,588		30,869		3,956,585		47,634	(4,035,119	)	4,222,557
Noncontrolling interest							5,522			5,522
Total equity	4,222,588		30,869		3,956,585		53,156	(4,035,119	)	4,228,079
	4,281,456		2,726,428		7,757,748		1,283,643	(6,842,760	)	9,206,515

Consolidating Balance Sheet at October 31, 2014



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries		Nonguarantor Subsidiaries	Eliminations		Consolidated
ASSETS
Cash and cash equivalents	—		—		455,714		130,601	—		586,315
Marketable securities					1,997		10,029			12,026
Restricted cash	15,211				2,070		1,061			18,342
Inventory					6,260,303		230,018			6,490,321
Property, construction, and office equipment, net					126,586		16,424			143,010
Receivables, prepaid expenses, and other assets					113,221		137,496	(17,590	)	233,127
Mortgage loans held for sale							101,944			101,944
Customer deposits held in escrow					39,912		2,161			42,073
Investments in unconsolidated entities					132,096		314,982			447,078
Investments in foreclosed real estate and distressed loans							73,800			73,800
Investments in and advances to consolidated entities	3,714,788		2,677,448		4,740			(6,396,976	)	—
Deferred tax assets, net of valuation allowances	250,421									250,421
	3,980,420		2,677,448		7,136,639		1,018,516	(6,414,566	)	8,398,457
LIABILITIES AND EQUITY
Liabilities
Loans payable					651,627		992			652,619
Senior notes			2,608,910					29,331		2,638,241
Mortgage company loan facility							90,281			90,281
Customer deposits					221,084		2,715			223,799
Accounts payable					225,106		241			225,347
Accrued expenses			31,906		386,223		181,649	(18,301	)	581,477
Advances from consolidated entities					2,018,981		708,167	(2,727,148	)	—
Income taxes payable	125,996									125,996
Total liabilities	125,996		2,640,816		3,503,021		984,045	(2,716,118	)	4,537,760
Equity
Stockholders’ equity
Common stock	1,779				48		3,006	(3,054	)	1,779
Additional paid-in capital	712,162		49,400				1,734	(51,134	)	712,162
Retained earnings	3,232,035		(12,768	)	3,633,618		23,410	(3,644,260	)	3,232,035
Treasury stock, at cost	(88,762	)								(88,762	)
Accumulated other comprehensive loss	(2,790	)			(48	)				(2,838	)
Total stockholders’ equity	3,854,424		36,632		3,633,618		28,150	(3,698,448	)	3,854,376
Noncontrolling interest							6,321			6,321
Total equity	3,854,424		36,632		3,633,618		34,471	(3,698,448	)	3,860,697
	3,980,420		2,677,448		7,136,639		1,018,516	(6,414,566	)	8,398,457

Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2015



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries	Nonguarantor Subsidiaries		Eliminations		Consolidated
Revenues					4,213,776	77,226		(119,754	)	4,171,248
Cost of revenues					3,276,078	12,909		(19,717	)	3,269,270
Selling, general and administrative	113		3,560		481,943	60,377		(90,885	)	455,108
	113		3,560		3,758,021	73,286		(110,602	)	3,724,378
Income (loss) from operations	(113	)	(3,560	)	455,755	3,940		(9,152	)	446,870
Other:
Income from unconsolidated entities					14,034	7,085				21,119
Other income - net	9,429				34,098	21,724		2,322		67,573
Intercompany interest income			137,362					(137,362	)	—
Interest expense			(143,193	)		(999	)	144,192		—
Income from consolidated subsidiaries	526,246				22,359			(548,605	)	—
Income (loss) before income taxes	535,562		(9,391	)	526,246	31,750		(548,605	)	535,562
Income tax provision (benefit)	172,395		(3,628	)	203,296	12,265		(211,933	)	172,395
Net income (loss)	363,167		(5,763	)	322,950	19,485		(336,672	)	363,167
Other comprehensive (loss) income	311				18					329
Total comprehensive income (loss)	363,478		(5,763	)	322,968	19,485		(336,672	)	363,496

Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2014



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries	Nonguarantor Subsidiaries		Eliminations		Consolidated
Revenues					3,950,509	79,097		(118,004	)	3,911,602
Cost of revenues					3,098,048	9,406		(25,617	)	3,081,837
Selling, general and administrative	132		3,670		457,808	55,721		(84,815	)	432,516
	132		3,670		3,555,856	65,127		(110,432	)	3,514,353
Income (loss) from operations	(132	)	(3,670	)	394,653	13,970		(7,572	)	397,249
Other:
Income from unconsolidated entities					40,588	553				41,141
Other income - net	9,403				40,594	15,416		779		66,192
Intercompany interest income			148,177					(148,177	)	—
Interest expense			(153,898	)		(1,072	)	154,970		—
Income from consolidated subsidiaries	495,311				19,476			(514,787	)	—
Income (loss) before income taxes	504,582		(9,391	)	495,311	28,867		(514,787	)	504,582
Income tax provision (benefit)	164,550		(3,609	)	190,349	11,094		(197,834	)	164,550
Net income (loss)	340,032		(5,782	)	304,962	17,773		(316,953	)	340,032
Other comprehensive income (loss)	(677	)			202	24				(451	)
Total comprehensive income (loss)	339,355		(5,782	)	305,164	17,797		(316,953	)	339,581

Consolidating Statement of Operations and Comprehensive Income (Loss) for the fiscal year ended October 31, 2013



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries	Nonguarantor Subsidiaries		Eliminations		Consolidated
Revenues					2,711,438	70,107		(107,246	)	2,674,299
Cost of revenues					2,149,554	10,043		(26,297	)	2,133,300
Selling, general and administrative	188		2,963		364,256	48,413		(75,888	)	339,932
	188		2,963		2,513,810	58,456		(102,185	)	2,473,232
Income (loss) from operations	(188	)	(2,963	)	197,628	11,651		(5,061	)	201,067
Other:
Income from unconsolidated entities					9,318	5,074				14,392
Other income - net	9,433				32,217	12,616		(2,028	)	52,238
Intercompany interest income			127,057					(127,057	)	—
Interest expense			(133,500	)		(646	)	134,146		—
Income from consolidated subsidiaries	258,452				19,289			(277,741	)	—
Income (loss) before income taxes	267,697		(9,406	)	258,452	28,695		(277,741	)	267,697
Income tax (benefit) provision	97,091		(3,691	)	101,416	11,260		(108,985	)	97,091
Net income (loss)	170,606		(5,715	)	157,036	17,435		(168,756	)	170,606
Other comprehensive loss	2,334				114	(16	)			2,432
Total comprehensive income (loss)	172,940		(5,715	)	157,150	17,419		(168,756	)	173,038

Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2015



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries		Nonguarantor Subsidiaries		Eliminations		Consolidated
Net cash provided by (used in) operating activities	45,366		2,156		100,487		(78,246	)	(9,581	)	60,182
Cash flow (used in) provided by investing activities:
Purchase of property and equipment — net					(10,181	)	734				(9,447	)
Sale and redemption of marketable securities					2,000						2,000
Investment in unconsolidated entities					(4,552	)	(119,388	)			(123,940	)
Return of investments in unconsolidated entities					23,213		16,553				39,766
Investment in distressed loans and foreclosed real estate							(2,624	)			(2,624	)
Return of investments in distressed loans and foreclosed real estate							37,625				37,625
Net increase in cash from purchase of joint venture interest					3,848						3,848
Intercompany advances	(29,620	)	(48,981	)					78,601		—
Net cash (used in) provided by investing activities	(29,620	)	(48,981	)	14,328		(67,100	)	78,601		(52,772	)
Cash flow provided by (used in) financing activities:
Proceeds from issuance of senior notes			350,000								350,000
Debt issuance costs for senior notes			(3,175	)							(3,175	)
Proceeds from loans payable					400,000		1,554,432				1,954,432
Principal payments of loans payable					(113,745	)	(1,545,713	)			(1,659,458	)
Redemption of senior notes			(300,000	)							(300,000	)
Proceeds from stock-based benefit plans	39,514										39,514
Excess tax benefits from stock-based compensation	1,628										1,628
Purchase of treasury stock	(56,888	)									(56,888	)
Receipts related to noncontrolling interest							(785	)			(785	)
Intercompany advances					(73,185	)	142,205		(69,020	)	—
Net cash provided by (used in) financing activities	(15,746	)	46,825		213,070		150,139		(69,020	)	325,268
Net (decrease) increase in cash and cash equivalents	—		—		327,885		4,793		—		332,678
Cash and cash equivalents, beginning of year	—		—		455,714		130,601		—		586,315
Cash and cash equivalents, end of year	—		—		783,599		135,394		—		918,993

Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2014



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries		Nonguarantor Subsidiaries		Eliminations		Consolidated
Net cash provided by (used in) operating activities	137,023		15,644		279,724		(102,540	)	(16,651	)	313,200
Cash flow provided by (used in) investing activities:
Purchase of property and equipment — net					(13,161	)	(1,913	)			(15,074	)
Sale and redemption of marketable securities					40,242						40,242
Investment in unconsolidated entities					(16,683	)	(96,346	)			(113,029	)
Return of investments in unconsolidated entities					63,581		10,264				73,845
Investment in distressed loans and foreclosed real estate							(2,089	)			(2,089	)
Return of investments in distressed loans and foreclosed real estate							53,130				53,130
Acquisition of a business					(1,489,116	)					(1,489,116	)
Dividends received intercompany					15,000				(15,000	)	—
Intercompany advances	(302,591	)	(342,945	)					645,536		—
Net cash provided by (used in) investing activities	(302,591	)	(342,945	)	(1,400,137	)	(36,954	)	630,536		(1,452,091	)
Cash flow provided by (used in) financing activities:
Net proceeds from issuance of senior notes			600,000								600,000
Debt issuance costs for senior notes			(4,739	)							(4,739	)
Proceeds from loans payable					1,156,300		1,073,071				2,229,371
Debt issuance costs for loans payable					(3,063	)					(3,063	)
Principal payments of loans payable					(704,320	)	(1,062,795	)			(1,767,115	)
Redemption of senior notes			(267,960	)							(267,960	)
Net proceeds from issuance of common stock	220,365										220,365
Proceeds from stock-based benefit plans	28,364										28,364
Excess tax benefits from stock-based compensation	7,593										7,593
Purchase of treasury stock	(90,754	)									(90,754	)
Receipts related to noncontrolling interest							172				172
Dividends paid intercompany							(15,000	)	15,000		—
Intercompany advances					457,108		171,777		(628,885	)	—
Net cash provided by financing activities	165,568		327,301		906,025		167,225		(613,885	)	952,234
Net (decrease) increase in cash and cash equivalents	—		—		(214,388	)	27,731		—		(186,657	)
Cash and cash equivalents, beginning of year	—		—		670,102		102,870		—		772,972
Cash and cash equivalents, end of year	—		—		455,714		130,601		—		586,315

Consolidating Statement of Cash Flows for the fiscal year ended October 31, 2013



	Toll Brothers, Inc.		Subsidiary Issuer		Guarantor Subsidiaries		Nonguarantor Subsidiaries		Eliminations		Consolidated
Net cash (used in) provided by operating activities	116,508		5,163		(518,598	)	(161,333	)	(10,703	)	(568,963	)
Cash flow provided by (used in) investing activities:
Purchase of property and equipment — net					(15,038	)	(11,529	)			(26,567	)
Purchase of marketable securities					(25,938	)	(10,264	)			(36,202	)
Sale and redemption of marketable securities					357,583		60,263				417,846
Investment in unconsolidated entities					(34,071	)	(59,327	)			(93,398	)
Return of investments in unconsolidated entities					43,405		26,404				69,809
Investment in distressed loans and foreclosed real estate							(26,155	)			(26,155	)
Return of investments in distressed loans and foreclosed real estate							27,370				27,370
Intercompany advances	(141,346	)	(241,693	)					383,039		—
Net cash provided by (used in) investing activities	(141,346	)	(241,693	)	325,941		6,762		383,039		332,703
Cash flow provided by (used in) financing activities:
Net proceeds from issuance of senior notes			400,383								400,383
Proceeds from loans payable							1,164,531				1,164,531
Principal payments of loans payable					(33,329	)	(1,162,195	)			(1,195,524	)
Redemption of senior notes			(163,853	)							(163,853	)
Proceeds from stock-based benefit plans	15,798										15,798
Excess tax benefits from stock-based compensation	24,417										24,417
Purchase of treasury stock	(15,377	)									(15,377	)
Receipts related to noncontrolling interest							33				33
Intercompany advances					184,064		188,272		(372,336	)	—
Net cash provided by financing activities	24,838		236,530		150,735		190,641		(372,336	)	230,408
Net decrease in cash and cash equivalents	—		—		(41,922	)	36,070		—		(5,852	)
Cash and cash equivalents, beginning of year	—		—		712,024		66,800		—		778,824
Cash and cash equivalents, end of year	—		—		670,102		102,870		—		772,972